Candidate Terms and Conditions for the Provision of ShowTech

1. INTRODUCTION

1.1. These are the Conditions of Skill Appraiser Limited, a company registered in England and Wales (CRN: 15616543) with a registered address at 3^rdFloor, 86-90 Paul Street, London, United Kingdom, EC2A 4NE (“we”, “us”, “our”).

1.2. These Conditions are provided to you, a candidate or test taker for Skill Appraiser Limited or its Business Customer (“you”), and detail how we will supply the Services to you.

1.3. You are requested to accept these Conditions (and our privacy policy) when you register to create an account on our Website, at which point and on which date our Agreement shall come into existence (Commencement Date). Please note that if you do not accept these Conditions, we will be unable to supply our Services to you.

1.4. Any samples, drawings, descriptive matter, or advertising we may issue are issued or published for the sole purpose of giving an approximate idea of the Software and the Services described in them. They shall not form part of our Agreement or have any contractual force.

1.5. These Conditions apply to our Agreement to the exclusion of any other terms that you may seek to impose or incorporate, or which are implied by trade, custom, practice, or course of dealing.

2. SUPPLY OFSERVICES

2.1. During the Term, we shall supply the Services and the Documentation to you and grant a licence for you to use the Software in accordance with these Conditions.

2.2. We shall use commercially reasonable endeavours to make the Services available twenty-four (24) hours a day, seven (7) days a week, except for:

2.2.1. planned maintenance carried out during any maintenance windows which we may notify you of from time to time;
2.2.2. longer occasional outages during major updates and/or deployments; and
2.2.3 any outage caused by any of our third-party service providers (including, but not limited to, any maintenance undertaken, or issues experienced by, our cloud infrastructure provider),(collectively and individually referred to as a“Service Outage”).‍

2.3. Where there is a Service Outage during a Test you are completing, we will ensure that you can restart the Test at a later date when the Services are available again. We will have no responsibility or liability where the Service Outage means that the Test will be restarted outside of any deadline set by a Business Customer. We can however confirm the Service Outage to a Business Customer following our investigation, at your or a Business Customer's request.

2.4. Any issues, queries or concerns regarding the Software or the Services should be forwarded to our Business Customer in thefirst instance (who may then forward the issue, query or concern to us if appropriate). Unless otherwise advised, no email or telephone support shall be provided to you save for in relation to any data subject access requests.

3. SOFTWARE LICENSE

3.1. With effect from the Commencement Date, we grant to you a fully paid-up, royalty-free, non-exclusive, non-transferable licence for the Term to use the Software to undertake any Tests as selected or created by us or a Business Customer.

3.2. The licence granted at clause 3.1 is subject to the following restrictions:

3.2.1. you shall not copy or reproduce in any way the whole or a part of the Software or our Content (Tests or otherwise);
3.2.2. save to the extent expressly permitted by law, you shall not modify, alter, adapt or in any way interfere with the Software or merge it with or incorporate it into other data, programs or systems or decompile, reverse engineer, decode or disassemble it or translate it into any other computer language or attempt to do any of these things;
3.2.3. you shall not, without our prior written consent, use the Software for a purpose other than the purpose specified in clause 3.1; and
3.2.4. you shall not assign, novate, sub-license, rent, lease, sell, pledge, charge, transfer or otherwise dispose of or grant rights over or out of the licence granted at clause 3.1 and shall not attempt to do any of those things.

3.3. You acknowledge and agree that your only right to use the Software is as set out in clause 3.1 and 3.2 and that, title to and all Intellectual Property Rights in or relating to the Software, Content (Tests or otherwise) and the Documentation are and shall remain our exclusive property at all times during the Term and thereafter.

3.4. Tests shall be selected or created by us or a Business Customer through their use of our Services. Unless we otherwise advise, you are unable to indicate any Test preferences or exercise any other control over the Tests selected or created by us or a Business Customer. You understand and accept that we also have no control over which Tests a Business Customer selects or creates for you, nor can we provide you with any guidance, support or answer materials in relation to your completion of such Tests. Should you have any technical difficulty in undertaking a Test, please contact the Business Customer.

3.5. By registering for an account, we may communicate with you to confirm your email address to complete any set-up process and to facilitate the provision of our services. We, or our Business Customer, may also send emails to you regarding the assignment, completion or management of Tests. You are advised to complete the Test as soon as possible or, in any event, within any time period that the Business Customer may notify to you.

3.6. We use our reasonable endeavours to ensure that our Content (which, for the avoidance of doubt, shall include our pre-prepared Tests) is accurate and fit for purpose, but do not guarantee that such Content will be free from errors, omissions or other inaccuracies. If you identify any issue with our Content, please inform the Business Customer as soon as possible.

3.7. Notwithstanding any subject access request made by you and any new functionality provided to you via our Software or Services at a later date, it is at the Business Customer’s sole discretion as to whether they disclose your Test score or any feedback to you.

3.8. We have no control or influence over any procedures, timescales or decision making adopted by Business Customers and such may apply to, be in connection with or impacted by your use of our Software and Services.

3.9. You may use your account to undertake Tests from us or a Business Customer. Your Test results will not be disclosed to other Business Customers without your prior, express consent.

4. YOUR OBLIGATIONS

4.1. You shall:

4.1.1. ensure that you solely complete the Tests selected or created a Business Customer and do not engage the advice, guidance, support or other services from any third party or other online or offline resource (Prohibited Resource). You will note from our privacy policy that we may collect technical information about you (including whether you open a new browser tab, a new window or start using other software), whilst you use our Services. If we have any reason to believe that you may be using a Prohibited Resource whilst completing a Test (as determined at our sole discretion), we may:
4.1.2. notify the Business Customer(s);
4.1.3. void your Test results; and/or
4.1.4. suspend or terminate your access to our Services (with or without notice to you).

Once notified, it is at the Business Customer’s sole discretion as to whether they raise this with you or form any conclusion from the information provided. We shall have no responsibility or liability in regard to such conclusions formed by Business Customers;

4.1.5. not allow any other person to use your account;
4.1.6. keep a secure password for your use of the Software and keep that password confidential;
4.1.7. cooperate with us in all matters relating to the Services;
4.1.8. provide all necessary access to such information as may be required by us in order to provide the Services;
4.1.9. be responsible for procuring and maintaining your network connections and telecommunications links from your system to our data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to your network connections or telecommunications links or caused by the internet;
4.1.10. comply with all applicable laws governing your activities under our Agreement;
4.1.11. without prejudice to your obligation under clause 4.1.3, comply with all security requirements in respect of the Services as notified by us to you; and
4.1.12. use all reasonable endeavours to prevent any unauthorised access to, or use of, the Services and/or the Documentation and, in the event of any such unauthorised access or use, promptly notify us.

4.2. You shall not:

4.2.1. access, store, distribute or transmit any viruses, or any material during the Term that is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive, or facilitates illegal activity. We reserve the right, without liability or prejudice to our other rights, to disable your access to the Services (and any material on the Software) that breaches the provisions of our Agreement;
4.2.2. access all or any part of the Services and/or the Documentation in order to build a product or service which competes with the Services;
4.2.3. license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services and/or Documentation available to any third party; or
4.2.4. attempt to obtain, or assist third parties in obtaining, access to the Services and/or Documentation, other than as provided under our Agreement.

4.3. If performing our obligations under our Agreement is prevented or delayed by your act or omission or failure by you to perform any relevant obligation (Default):

4.3.1. without limiting or affecting any other right or remedy available to us, we shall have the right to suspend performance of the Services until you remedy the Default, and to rely on the Default to relieve us from the performance of any of our obligations in each case to the extent the Default prevents or delays our performance of any of our obligations;
4.3.2. we shall not be liable for any costs or losses sustained or incurred by you arising directly or indirectly from our failure or delay to perform any of our obligations; and
4.3.3. you shall reimburse us on written demand for any costs or losses sustained or incurred by us arising directly or indirectly from the Default.

4.4. You shall defend, indemnify and hold us harmless against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with your use of the Services and/or Documentation, provided that:

4.4.1. you are given prompt notice of any such claim;
4.4.2. we provide reasonable co-operation to you in the defence and settlement of such claim, at your expense; and
4.4.3. you defend or settle that claim after consultation with us.

5. PRICE AND PAYMENT

5.1. Your access and use of our Services is free of charge. We review our charges annually and any variations shall be notified to you in advance of their implementation.

5.2. Your ability to undertake any Tests shall be dependent upon the Business Customer’s payment of their charges (under the terms of a separate agreement).

6. TERM AND TERMINATION

6.1. Our Agreement shall commence on the date hereof and shall continue in full force and effect until terminated in accordance with these Conditions.

6.2. Without affecting any other right or remedy available to you, you may cancel your account (and terminate our Agreement) at any time by emailing us at support@showtech.io. Please note that by cancelling your account and terminating our Agreement:

6.2.1. you will be unable to access any outstanding or part-completed Tests, previous Test results or Business Customer information;
6.2.2. to the extent that our Software will not display an appropriate notification, we shall advise the Business Customers that your account has been cancelled; and
6.2.3. you will be unable to undertake any further Tests for Business Customers unless you re-register to our Services.

6.3. Without affecting any other right or remedy available to us, we may cancel your account (and terminate our Agreement) with immediate effect if:

6.3.1. you commit a material breach of our Agreement which cannot be remedied; or
6.3.2. you commit a material breach of our Agreement which can be remedied but fail to remedy that breach within thirty (30) days of a written notice being given by the other party, which sets out the breach and requires it to be remedied.

7. CONSEQUENCES OF TERMINATION

7.1. Following the termination of our Agreement:

7.1.1. any provisions which expressly or impliedly continue to have effect shall continue after termination of our Agreement;
7.1.2. all other rights and obligations shall immediately cease without prejudice to any rights, obligations, claims (including claims for damages for breach) and liabilities which have accrued prior to the date of termination;
7.1.3. your licence to use the Software shall terminate; and
7.1.4. we may, at our sole discretion, delete your Content, unless you advise us in writing prior to termination that you require a copy.

7.2. If applicable, each party shall, within thirty (30) Business Days of the date of termination and subject to clause 7.3:

7.2.1. return to the other party all Confidential Information (including all copies and extracts) and all other property (whether tangible or intangible) of the other party in its possession or control, which, in our case may include the return of the Customer Data, and, in your case include the return of the Documentation; and
7.2.2. destroy or permanently erase (if technically feasible) all documents and records (in any media) created by it or on its behalf that use, concern or are based on any Confidential Information of the other party (“Records”), which in our case may include the deletion of your Tests and account information from the Software; and
7.2.3. cease to use the Confidential Information of the other party.

7.3. Each party may retain any Confidential Information of the other party which it has to keep to comply with any applicable law. Clause 12 shall continue to apply to retained Confidential Information, which may only be used for the purpose for which they have been retained.

7.4. Each party shall, upon request, confirm to the other party in writing that it has complied with this clause 7.

8. REPRESENTATIONS, WARRANTIES AND COVENANTS

8.1. Except as expressly provided in our Agreement, we:

8.1.1. provide the Software, Services and the Documentation on an “as is” basis;
8.1.2. do not warrant that your use of the Software will be uninterrupted or error-free, or that the Software, Documentation and/or any information obtained by you through the Services will meet your requirements;
8.1.3. are not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet. You acknowledge that the Software and Documentation may be subject to limitations, delays and other problems inherent in the use of such communications facilities; and
8.1.4. you assume sole responsibility for results obtained from the Tests (or your other use of the Services and the Documentation) and for conclusions drawn from such use. We shall have no liability for any damage caused by errors or omissions in any information, instructions or Tests provided to us by you in connection with the Services, or any actions taken by us at your direction.

8.2. Save as expressly set out in our Agreement, neither party gives any representation of warranty (express or implied) in respect of the subject matter of our Agreement, and warranties and representations which may be implied (by statute or otherwise) are hereby excluded to the maximum extent permitted by law.

9. EXCLUSIONS ANDLIMITATIONS OF LIABILITY

9.1. Subject to clause 9.3, our maximum aggregate liability arising out of or in connection with this Agreement, whether in contract, tort (including negligence), misrepresentation, under statute or otherwise howsoever caused, shall be limited to £1,000.00.

9.2. We shall have no liability (whether in contract, tort (including negligence, statute or otherwise) for indirect or consequential loss, loss of profits, business, anticipated saving or damage to goodwill for any wasted management, operational or other time, arising out of or in connection with our Agreement.

9.3. Nothing in our Agreement excludes the liability of either party to the other for death or personal injury, for their party’s fraud or for any other liability to the extent it may not be excluded or limited by law.

9.4. This clause 9 shall survive termination of our Agreement.

10. INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT

10.1. You acknowledge and agree that we and/or our licensors own all Intellectual Property Rights in the Services (which, for the avoidance of any doubt, shall include the Software, the Documentation and Content). Our Agreement does not grant you any such Intellectual Property Rights, save for the licence granted in accordance with clause 3.

10.2. We confirm that we have all the rights in relation to the Services and the Documentation that are necessary to grant all the rights we purport to grant under, and in accordance with, the terms of our Agreement.

10.3. Should you receive notice of any third-party claim or action that your use of the Services in accordance with the terms and conditions of our Agreement infringes the Intellectual Property Rights of that third party in the UK, you shall:

10.3.1. give us prompt notice of any such claim;
10.3.2. provide reasonable co-operation to us in the defence and settlement of such claim, at our expense; and
10.3.3. give us sole authority to defend or settle the claim.

10.4. In no event shall we be liable to you to the extent that the alleged infringement is based on:

10.4.1. a modification of the Services or Documentation by anyone other than us; or
10.4.2. your use of the Services or Documentation in a manner contrary to the instructions given to you by us; or
10.4.3. your use of the Services or Documentation after notice of the alleged or actual infringement from us or any appropriate authority.

10.5. Where there is a claim under clause 10.3, we shall, at our option and expense:

10.5.1. obtain the right for you to continue using the Services in accordance with our Agreement free from any liability for such infringement; or
10.5.2. modify, substitute or replace the Services or any part of it so as to avoid the infringement, without adversely affecting or limiting the specification or functionality of the Services.

10.6. This clause 10 states our entire obligations and liability arising from an infringement (or alleged infringement) of any Intellectual Property Rights of a third party.

‍

11. DATA PROTECTION

11.1. We will comply with all applicable requirements of the Data Protection Legislation. This clause 11 is in addition to, and does not relieve, remove or replace, our obligations under the Data Protection Legislation. In this clause 11, Applicable Laws means (for so long as and to the extent that they apply to us) the law of the European Union, the law of any member state of the European Union and/or Domestic UK Law; and Domestic UK Law means the UK Data Protection Legislation and any other law that applies in the UK.

11.2. The parties acknowledge that for the purposes of the Data Protection Legislation, you are the data controller and we are the data processor (where Data Controller and Data Processor have the meanings as defined in the Data Protection Legislation).

11.3. Without prejudice to the generality of clause 11.1, you will ensure that you have all necessary appropriate consents and notices in place (if any) to enable lawful transfer of the Personal Data (as defined in the Data Protection Legislation) to us for the duration and purposes of our Agreement.

11.4. Without prejudice to the generality of clause 11.1, we shall, in relation to any Personal Data processed in connection with the performance by us of our obligations under our Agreement:

11.4.1. process that Personal Data only on your written instructions, unless we are required by Applicable Laws to otherwise process that Personal Data. Where we are relying on laws of a member of the European Union or European Union law as the basis for processing Personal Data, we shall promptly notify you of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit us from so notifying you;
11.4.2. ensure that we have in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting Personal Data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to Personal Data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted);
11.4.3. ensure that all personnel who have access to and/or process Personal Data are obliged to keep the Personal Data confidential; and
11.4.4. not transfer any Personal Data outside of the European Economic Area unless your prior written consent has been obtained and the following conditions are fulfilled:
11.4.5. we or you have provided appropriate safeguards in relation to the transfer;
11.4.6. you have enforceable rights and effective legal remedies;
11.4.7. we comply with our obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred; and
11.4.8. we comply with reasonable instructions notified to us in advance by you with respect to the processing of the Personal Data;
11.4.9. notify you without undue delay on becoming aware of a Personal Data breach;
11.4.10. at your written direction, delete or return Personal Data and copies thereof to you on termination of our Agreement unless required by Applicable Law to store the Personal Data; and
11.4.11. maintain complete and accurate records and information to demonstrate its compliance with this clause 11.

11.5. We shall not appoint a third party processor of Personal Data under our Agreement without your consent.

11.6. For further information about how we collect, process and store Personal Data, please see our privacy Policy as set out on our Website. If you have any queries regarding this clause 11 or our privacy policy, please contact us.

12. CONFIDENTIALITY

12.1. Each party undertakes to the other in relation to the Confidential Information of the other (if any):

12.1.1. to keep confidential all Confidential Information;
12.1.2. not to disclose Confidential Information without the other’s prior written consent to any other person except, in our case, those of our employees who have a need to know the Confidential Information;
12.1.3. not to use Confidential Information except for the purposes of performing its obligations under this Agreement (and in particular not use Confidential Information to obtain a commercial, trading or any other advantage); and
12.1.4. to keep separate from all other information all Confidential Information in its possession or control.

12.2. The provisions of clause 12.1 shall not apply to Confidential Information to the extent that it is or was:

12.2.1. already in the possession of the free of any duty of confidentiality on the date of its disclosure;
12.2.2. in the public domain other than as a result of a breach of clause 12.1;
12.2.3. required to be disclosed:
12.2.4. pursuant to regulations, or the rules of any recognised exchange on which the securities of a party are or are to be listed; or
12.2.5. in connection with proceedings before a court of competent jurisdiction or under any court order or for the purpose of receiving legal advice, but only to the extent and for the purpose of that disclosure.

12.3. Each party acknowledges and agrees that damages alone might not be an adequate remedy for breach of this clause 12 and accordingly a party will be entitled, without proof of special damage, to the remedies of injunction and other equitable relief for any actual or threatened breach of this clause 12.

13. GENERAL

13.1. Variation: We may vary these Conditions from time to time. In the event that we do, we shall notify you and upload our new Conditions to the Website.

13.2. Severance: If any term of these Conditions is found by any court or body or authority or competent jurisdiction to be illegal, unlawful, void or unenforceable, such term shall be deemed to be severed from these Conditions and this shall not affect the remainder of these Conditions which shall continue in full force and effect.

13.3. Assignment and Subcontracting: You shall only be entitled to assign, transfer, charge, hold on trust for any person, subcontract or deal in any other manner with any of your rights under the Agreement if you have obtained our prior written consent to do so. We shall be entitled to assign, transfer, charge, hold on trust for any person, subcontract and/or deal in any other manner with any of our rights under our Agreement.

13.4. Waiver: A delay in exercising or failure to exercise a right or remedy under or in connection with our Agreement shall not constitute a waiver of, or prevent or restrict future exercise of that or any other right or remedy, nor shall the single or partial exercise of a right or remedy prevent or restrict the further exercise of that or any other right or remedy. A waiver of any right, remedy, breach or default shall only be valid if it is in writing and only in the circumstances and for the purpose for which it was given and shall not constitute a waiver of any other right, remedy, breach or default.

13.5. Notice: Any notice required to be given under our Agreement shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at its notified address or sent by email to the other party's notified email address.

13.6. Entire Agreement: These Conditions and our privacy policy constitute the entire agreement between the parties and supersede any prior agreement or arrangement in respect of its subject matter. Each of the parties acknowledges that it has not entered into our Agreement in reliance upon any representation or statement (whether made by the other party or any other person) which is not expressly set out in our Agreement. The only remedies available for breach of any representation or statement which was made prior to entry into our Agreement and which is expressly set out in this Agreement shall be for breach of contract. Nothing in this clause 13.6 shall be interpreted or construed as limiting or excluding the liability of either party for fraud or fraudulent misrepresentation.

13.7. Status of the Parties: Nothing in our Agreement and no action taken by the parties in connection with it shall create a partnership or joint venture or relationship of employer and employee between the parties or give either party authority to act as the agent of or in the name of or on behalf of the other party or to bind the other party or to hold itself out as being entitled to do so. Each party agrees that it is an independent contractor and is entering into our Agreement as principal and not as agent for or for the benefit of any other person.

13.8. Rights Cumulative: Our rights and remedies set out in our Agreement are in addition to and not exclusive of any rights and remedies provided by law.

13.9. Force Majeure: A party shall not be in breach of our Agreement or otherwise liable to the other party for any failure to perform or delay in performing its obligations under our Agreement to the extent that such failure or delay is due to any event or circumstance to the extent it is beyond the reasonable control of the relevant party.

14. LAW AND JURISDICTION

14.1. Our Agreement and any non-contractual obligations arising out of or in connection with it will be governed by the laws of England and Wales, and each of the parties submit to the exclusive jurisdiction of the courts of England and Wales.

15. THIRD PARTY RIGHTS

15.1. Our Agreement does not create, confer or purport to confer any benefit or rights under the Contracts (Rights of Third Parties) Act 1999 by any person not a party to it.

16.DEFINITIONS ANDINTERPRETATION

16.1. In these Conditions the following expressions have the following meaning:

AGREEMENT the agreement between you and us for the supply of Services in accordance with these Conditions and our privacy policy;

BUSINESS CUSTOMER means our business customer and your potential or existing employer (or other third party that may be involved in your testing or assessment) who may use our Services to select or create Content and/or Tests for you to undertake in accordance with our Agreement;

BUSINESS DAY a day that is not a Saturday, Sunday or public or bank holiday in England;

CONDITIONS these terms and conditions;

CONFIDENTIAL INFORMATION in relation to a party the fact of and the terms of the Agreement, and all other information and trade secrets relating to that party’s business or customers (if applicable) which come into the possession of the other party pursuant to the Agreement, whether orally, or in documentary, electronic or other form, including all such information held by the other as of the Commencement Date (if any and if applicable);

CONTENT all content on our Website and in our Software whether created by you or us, including but not limited to Test questions, Test answers (including any typed or video responses), Test results, Test reference materials and any other textual or graphical representation displayed as part of the Services or Documentation;

DATA PROTECTION LEGISLATION the UK Data Protection Legislation and (for so long as and to the extent that the law of the European Union has legal effect in the UK) the GDPR and any other directly applicable European Union regulation relating to privacy;

DOCUMENTATION the operating manuals, instruction manuals and technical literature which relate to the use and operation of the Services (if any);

INTELLECTUAL PROPERTY RIGHTS patents and applications for patents, trademarks, service marks and domain names and applications for the same, unregistered trademarks and rights in trade names and business names, copyright and moral rights (including copyright in computer software), know-how, database rights, rights in designs and rights in inventions, and rights of the same or similar effect or nature as any of those in this definition in each case in any part of the world;

SERVICES the provision of the Software via the Website, which we are to supply to you under the Agreement so that you may undertake Tests;

SOFTWARE our proprietary software which we licence to you as part of the Services;

TERM the term of our Agreement from the Commencement date until the date of termination;

TEST the tests and assessments that can be accessed and completed by you as selected or created by us or a Business Customer. The Tests shall not be limited to information technology and may cover a wide variety of question types (such as knowledge, skills or otherwise) or other profiling assessments (such as behavioural profiling);

UK DATA PROTECTION LEGISLATION any data protection legislation from time to time in force in the UK including the Data Protection Act 1998 or 2018 or any successor legislation;

WEBSITE our website at https://www.showtech.io/ and any subdomain where the Services may be provided.

16.2. Clause headings shall not affect the interpretation of these Conditions.

16.3. A person includes an individual, corporate or unincorporated body (whether or not having separate legal personality).

16.4. A reference to a company shall include any company, corporation or other body corporate, wherever and however incorporated or established.

16.5. Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.

16.6. Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.

16.7. A reference to a statute or statutory provision is a reference to it as it is in force as at the date of our Agreement.

16.8. A reference to a statute or statutory provision shall include all subordinate legislation made as at the date of our Agreement under that statute or statutory provision.

16.9. References to clauses are to the clauses of these Conditions.

‍